<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) - February 17, 1998
MELLON BANK CORPORATION
(Exact name of registrant as specified in charter)
Pennsylvania 1-7410 25-1233834
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
One Mellon Bank Center
500 Grant Street
Pittsburgh, Pennsylvania 15258
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code - (412) 234-5000
<PAGE>
ITEM 5. OTHER EVENTS
By press release dated February 17, 1998, Mellon Bank Corporation
announced the completion of its previously announced acquisition of 1st
Business Corporation, parent of 1st Business Bank, a full-service
commercial bank serving midsize business firms in Southern California.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit Description
Number
99.1 Mellon Bank Corporation Press Release, dated February 17, 1998,
announcing the matter referenced in Item 5 above.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
MELLON BANK CORPORATION
Date: February 19, 1998 By: /s/ STEVEN G. ELLIOTT
Steven G. Elliott
Vice Chairman, Chief Financial Officer
& Treasurer
<PAGE>
EXHIBIT INDEX
Number Description Method of Filing
99.1 Press Release dated Filed herewith
February 17, 1998
<PAGE>
Exhibit No. 99.1
Contacts: Mellon Mellon 1st Business Bank
Media: Stephen K. Dishart Robert W. Kummer Jr.
(412) 234-0850 (213) 489-1000
Analysts: Donald J. MacLeod
(412) 234-5601
FOR IMMEDIATE RELEASE
MELLON COMPLETES ACQUISITION OF 1st BUSINESS BANK
PITTSBURGH and LOS ANGELES, Feb. 17, 1998--Mellon Bank Corporation (NYSE: MEL)
today announced the completion of its previously announced acquisition of 1st
Business Corporation, parent of 1st Business Bank, a full-service commercial
bank serving midsize business firms in southern California. 1st Business Bank
will operate as Mellon 1st Business Bank.
A definitive agreement was signed in April 1997 to combine 1st
Business Bank's strong middle market and small business banking presence with
Mellon's broad array of banking, investment and trust services to create a
distinctive and significant competitor in the region.
With approximately $1.2 billion in assets, Mellon 1st Business Bank is
headquartered in Los Angeles and has regional banking offices in Orange County,
the San Fernando Valley, the South Bay and West Los Angeles. Mellon 1st
Business Bank serves approximately 1,700 business customers with annual revenues
of between $5 million and $300 million in the manufacturing, wholesale trade and
service industries. It also provides personal banking services to professionals,
entrepreneurs, and owners and officers of its business clients. Since its
founding in 1981, 1st Business Bank has reported 17 consecutive years of sound
growth and record earnings.
Mellon 1st Business Bank will continue to operate as a California
state chartered banking subsidiary of Mellon Bank Corporation. Mellon 1st
Business Bank anticipates retaining all of its current employees and will
continue to be managed by its current executive officers. John E. Anderson,
former owner of 1st Business Corporation, will continue to serve on the board of
directors of Mellon 1st Business Bank, along with the bank's other current
directors and Keith P. Russell, chairman of Mellon Financial Group-West Coast
and vice chairman of Mellon Bank Corporation.
-more-
<PAGE>
Mellon Completes Acquisition of 1st Business Bank
Feb. 17, 1998
Page 2
"Both Mellon and 1st Business Bank have a commitment to providing
high-quality solutions for their customers. We now have a powerful, unique and
unmatched set of products and services on the West Coast, making our
capabilities greater than ever," said Russell. "We look forward to providing
Mellon's broad array of investment, trust and banking products through this
enhanced distribution capability in the western states." Russell added that
Mellon, in the 13 western states, has more than 2,300 employees, 29 product
lines and 78 offices.
"Mellon 1st Business Bank will provide an extraordinary array of
products and services for businesses and entrepreneurs in the region," said
Robert W. Kummer Jr., chairman and chief executive officer of Mellon 1st
Business Bank. "By combining the strengths of Mellon and 1st Business Bank, we
will be a powerful resource for the growing number of small businesses and
middle market companies. In addition, because this acquisition represents a
growth opportunity for both organizations, we expect that our employees will
have expanded career opportunities."
Pursuant to an amended merger agreement, the acquisition, which was
originally structured to be for stock, was made for cash. Other terms of the
agreement were not disclosed.
A broad-based financial services company with a bank at its core,
Mellon Bank Corporation ranks among the nation's largest bank holding companies
in market capitalization. With more than $300 billion of assets under management
and $1.5 trillion of assets under administration, Mellon provides a full range
of banking, investment and trust products and services to individuals and small,
midsize and large businesses and institutions. Its mutual fund company, The
Dreyfus Corporation, places Mellon as the leading bank manager of mutual funds.
Headquartered in Pittsburgh, Mellon's principal subsidiary is Mellon Bank, N.A.
Press releases and other information about Mellon Bank Corporation and
its products and services are available at http://www.mellon.com on the
Internet. For Mellon press releases by fax, call 1 800 758-5804, identification
number 552187.
###
